Roku, Inc.

ROKU: 8-K · proxy statement

Roku stockholders approved the merger agreement with Fox Corporation at a special meeting on October 14, 2026, with 241,044,988 votes in favor — 81.5% of shares outstanding. The two-step merger will make Roku a wholly owned subsidiary of FOX. An advisory proposal on merger-related executive compensation also passed with 99.3% of votes present in favor. The vote removes a key condition to closing, though the transaction remains subject to regulatory approvals. Trading in ROKU will cease upon completion of the Mergers.

SEC 8-K•10d ago

ROKU: 425 · acquisition merger

Roku filed a Rule 425 communication containing the transcript of its Q3 all-hands fireside chat between Roku's Charlie Collier and Paul Cheesbrough, CEO of FOX's Tubi Media Group, as part of the proxy solicitation for FOX's pending acquisition of Roku. Cheesbrough reiterated that Roku shareholders will own 27% of FOX if the transaction goes through as stated, and confirmed the process is advancing: FOX's Form S-4 was declared effective September 1, 2026, and the joint proxy statement/prospectus was mailed to both companies' stockholders on or about that date. FOX leadership sought to reassure Roku employees that the platform's third-party ecosystem is "truly sacred" and will not be meddled with, citing cultural compatibility and shared ambitions in ad-supported streaming against ad tiers from Amazon, Disney and Netflix. The deal remains subject to shareholder and regulatory approvals, and the filing carries extensive forward-looking risk language covering failure to consummate, integration risk, personnel retention and business disruption during the pendency of the transaction.

SEC 425•1mo ago

ROKU: DEFM14A · acquisition merger

Fox Corporation has agreed to acquire Roku, Inc. through a two-step merger under an Agreement and Plan of Merger dated June 14, 2026. Each Roku share will convert into 0.9693 shares of FOX Class A stock plus $96.00 in cash, an implied value of $162.20 per share as of the June 11, 2026 unaffected date and $161.16 as of August 27, 2026. The Roku board unanimously recommends stockholders vote FOR the merger at the virtual special meeting on October 14, 2026 at 12:30 p.m. Pacific Time. Holders affiliated with CEO Anthony Wood have signed a voting agreement covering approximately 54.80% of Roku's voting power, which is by itself sufficient to approve the Merger Agreement Proposal. If the deal closes, expected in the first half of calendar year 2027 pending regulatory approvals, former Roku stockholders would own roughly 27% of the combined company, FOX holders roughly 73%, and Roku Class A shares would be delisted from Nasdaq. The transaction is intended to qualify as a tax-free reorganization under Section 368(a) and is supported by bridge and term loan financing for the cash portion of the consideration.

SEC DEFM14A•1mo ago

Roku Launches All-New Pro Series OLED and Pro Series LX OLED TVs

Roku announced its first-ever OLED TVs, the Pro Series OLED and Pro Series LX OLED, aiming to deliver premium picture quality at approachable prices. The Pro Series OLED is available immediately in 55-inch and 65-inch sizes on Amazon starting at $999, featuring a 120Hz panel and Dolby Vision. The Pro Series LX OLED, priced at $1,299 and launching in October, offers a brighter 144Hz display with an advanced polarizer to reduce reflections.

•1mo ago

ROKU: 10-Q · periodic report

Roku's Q2 2026 10-Q shows total net revenue of $1,354.7 million, up 22% year over year, with net income of $164.2 million ($1.08 diluted EPS) versus $10.5 million ($0.07) in the year-ago quarter. Platform revenue grew 25% to $1,221.0 million, with Advertising up 25% to $672.8 million and Subscriptions up 26% to $548.2 million, while Devices revenue slipped 1% to $133.7 million. Engagement and profitability also strengthened: Streaming Hours rose 7% to 37.9 billion, Adjusted EBITDA more than tripled to $254.3 million from $78.2 million, and trailing-twelve-month Free Cash Flow reached $704.1 million. Roku ended the quarter with $2,001.8 million of cash and no borrowings under its $300 million revolving credit facility, and operating cash flow for the first half more than doubled to $483.8 million. The filing also details the pending merger with Fox Corporation signed June 14, 2026: each Roku share converts into 0.9693 Fox Class A shares plus $96.00 in cash, with former Roku stockholders expected to own roughly 27% of the combined company. The deal is anticipated to close in the first half of 2027, after which Roku's Class A stock will be delisted from Nasdaq; Roku suspended its buyback (with $87.3 million authorization remaining) and booked $18.7 million of merger-related costs in the quarter.

SEC 10-Q•2mo ago

ROKU: 8-K · earnings release

Roku delivered record Q2 2026 results, announced August 6, 2026: total net revenue of $1.35 billion (up 22% YoY), Platform revenue of $1.22 billion (up 25% YoY, well ahead of outlook), and record net income of $164 million, Adjusted EBITDA of $254 million, and trailing-twelve-month free cash flow of $704 million. Advertising revenue grew 25% YoY to $673 million with gross margin expanding to 62.4%, and Q2 political ad spend already exceeded the comparable quarter of the 2024 election cycle. Subscriptions grew 26% YoY to $548 million, and Streaming Hours rose 7% YoY to 37.9 billion. Because of the pending acquisition by Fox Corporation (announced June 15, 2026), Roku did not host an earnings call and provided no financial outlook. Q2 profitability also got a one-time boost from an IEEPA tariff refund — excluding it, net income would have been $127 million and Devices gross margin would have been negative at (7.6)%.

SEC 8-K•2mo ago

Roku Releases Second Quarter 2026 Financial Results

Roku released its second quarter 2026 financial results, directing investors to its website for the full letter to shareholders rather than disclosing figures in the press release. The company reiterated the definitive agreement announced on June 15, 2026, for Fox Corporation to acquire Roku, which remains pending. Due to the pending transaction, Roku will not host a conference call or provide financial outlook for the quarter.

•2mo ago

Roku to Announce Second Quarter 2026 Financial Results on August 6

Roku will release its second quarter 2026 financial results after the market closes on Thursday, August 6. Due to the pending acquisition by Fox Corporation, Roku will not host a conference call or provide financial outlook for the quarter. The definitive agreement for Fox to acquire Roku was originally announced on June 15.

•3mo ago

ROKU: 425 · acquisition merger

Roku, Inc. has entered into a definitive agreement to be acquired by Fox Corporation. The merger, unanimously approved by Roku's Board of Directors, is expected to close in the first half of 2027 pending regulatory approvals and other customary closing conditions. Under the terms of the transaction, Roku shareholders are entitled to receive $96.00 in cash and 0.9693 shares of Fox Corporation Class A common stock for each share of Roku stock they own. The company stated that this deal offers a significant premium to shareholders while allowing them to participate in the future upside of the combined entity. The filing details that employee equity awards, including unvested RSUs and options, will be converted into awards based on the new mixed consideration structure. Additionally, Roku has established a severance policy providing four to six months of compensation for employees terminated without cause within one year of the deal closing.

SEC 425•3mo ago

ROKU: 8-K · other

Roku, Inc. filed a Current Report on Form 8-K to update its 2025 Form 10-K, reflecting a change in its reportable segments effective in the first quarter of 2026. The company now reports through three segments—Advertising, Subscriptions, and Devices—instead of the previous two-segment structure (Platform and Devices). The retrospective application of this new segment structure reveals distinct revenue streams for the fiscal year 2025, with Advertising revenue reaching $2.33 billion and Subscriptions revenue reaching $1.82 billion. This separation provides greater transparency into the company’s Platform revenue, which totaled $4.14 billion for the year. The updated financial statements highlight a significant turnaround in profitability, with net income of $88.4 million for the year ended December 31, 2025, compared to a net loss of $129.4 million in the prior year. Additionally, the company reported Free Cash Flow of $483.6 million for the trailing twelve months ended December 31, 2025.

SEC 8-K•4mo ago

Smartly and Roku Bring Social Performance Playbook to the Biggest Screen at Home

Roku partnered with Smartly to integrate social advertising tools directly with Roku Ads Manager via the Roku Ads API. The connection allows marketers to extend existing social campaigns to Connected TV (CTV) more easily, streamlining creative development and activation for the big screen. Roku executives highlighted the move as a way to deliver measurable growth by bringing the precision of social advertising to the TV streaming environment.

•4mo ago